We Are What We Love
by SeasonVelvet
Summary: This is a story of growing, of moving on. Unrequited love can only last so long before one breaks. And everyone, including Chloe, has a breaking point.
1. And It Begins

Hello, people. Some of you may know who I am, most of you won't. But hey, that's just the way things are. You've probably read the summary, but they really don't give one much room to express themselves do they? So, here I am to tell you, once again, what this story's all about. It's my first fanfic, so be nice. Or at least try. This is a Chlark, but not in the traditional sense. Or maybe it is. I don't exactly know. So, if you've read fanfiction before, you know what I should have allready stated. The disclaimer. I know ya'll allready know I dont own Smallville. Unfortunately, there's always those few in the crowd the spout to cause trouble. So here it is: I do not own anything Smallville. I do not own the characters.

I wrote this awhile ago, but neglected to post it. I wanted to write somthing better. But lately I've found myself in a jam for time, so this story will have to do. Maybe I'll write another, but not in the near future. This is not a one shot, but a multichaptered story. Even if just one person likes it, I'll continue to update, if they continue to read. So without further pause, read on. . .

We Are What We Love, a SeasonVelvet fanfiction.

"Hey Clark", she said while walking up the stairs to the loft. She was tired from a long sleepless night, not that you could tell by looking at her. She looked as she always did, beautiful, but she didn't know that. Her sleepless night had come unexpectedly, and changed the outlook she had on life, her own in particular. So as she climbed the rest of the stairs to the loft that held so many of her precious memories, she went over the little speech she had roughly prepared in her mind. Her new revelations would definitely put a strain on her and Clark's 'relationship', but she knew it was something that had to be done. For herself and for the people around her; Clark included.

Clark, as usual, was looking through the telescope. _Probably at Lana's house_, a little voice in her head said. _No! You're not here to pester Clark about his feelings for Lana. You're here to inform him of yours, _she thought

Clark turned away from the telescope to greet Chloe. He looked more handsome than usual, with the early morning sun rays casting flattering highlights on his most prominent features. He looked positively entrancing to Chloe, the most beautiful thing she'd ever set eyes on, which made what she was about to do all the more gut wrenching.

"Hey Chloe, what brings you up here so early?" He said with a smile.

"Umm, well, I have something important to tell you. Its something I've been masking for a while now and I need to get it off my chest." She said while looking down at her intertwined hands. His smile quickly vanished and was replaced by concern.

"Is something wrong Chloe? Are you okay?" He walked up and looked at her with worry in his eyes. She had to catch herself before laughing at his last statement. _Okay? No. I'm definitely NOT okay Clark. But thanks for asking! _She almost said that out loud. Luckily, she mustered up some last second self restraint. Being bitter was not going to make this conversation go smoothly, and just being here, with him, was already difficult enough as it was.

"I'm fine Clark, relax" she replied. Clark looked at her quizzically. Something was up. What was the important thing she had to tell him? She looked nervous he inquired which was definitely unlike Chloe. _Okay_, he though. _No ones hurt and the world's not ending. Then what?_

Before he could ask another question, Chloe continued. "Last night I saw a movie." She looked at him while pacing up and down in front of the couch he was now sitting in. "And then heard a song." Again, she looked at him. "And then, -- I relived a memory."


	2. Reminiscing

**-Last Night-**

"Chloe, why don't you come down here and watch this movie with me?" Gabe Sullivan yelled to his daughter from the living room. Gabe worried about his daughter. He would often hear her crying from her room at night, and it scared him to think that something was causing her so much pain. She wouldn't open up to him, her emotions always so hidden from everyone. Or, at least, that's how she tried to keep it. But emotions have a way of leaking out, even when you don't want them too. So Gabe did everything he could to brighten her spirits. He had to leave for long periods of time, a requirement of his job at Luther Corp that left Chloe to fend for herself, and so he tried to make their time together influential.

"Chloe!" He tried again. "Yeah Dad?" came her reply. "I was just saying, why don't you come watch this movie with me? It's called House of D. Looks interesting enough, what do you say?" He looked up as she walked down the stairs.

"Well, seeing as I don't have anything better to do . . . sure." She smiled at her father and he smiled back. "Good." He said.

They sat on the couch together and were quite while the movie started. Neither said a word throughout it, but each interpreted the movie in their own way. For Chloe, it proved to be an inspiration. The main character, a boy named Tommy, lost his mother at a young age. He ran away to Paris, and in the end, his life turned out alright. Although Chloe didn't believe in fairytales, she wondered what it would be like to leave everything behind; to start a new life.

Not long after the movie ended, Gabe was called in to work, and Chloe was left alone to ponder about her new found questions, and the unthought-of answers that came with them.

She walked up the stairs to her room, the movie still fresh in her mind. She felt uneasiness creep into her, and thought she was acting ridiculously. _It was just a movie_ she reasoned. Thinking that listening to music would take her mind of all the gloominess of the movie (and her life), she walked up and turned on the radio. A song just ended and a new one started playing. She was starting to turn on her computer when her ears caught some of the songs lyrics.

_On my own  
Pretending he's beside me  
All alone_

_I can't love you this much baby  
And love you from this far_

She stopped in mid-move, and listened intently to the song as if it were a juicy conversation giving her details on a big story.

_Waiting... (however long)  
I don't like waiting (I'll wait for you)  
It's so hard waiting (don't be too long)  
It seems like waiting (waiting)  
Makes me love you even more_

_I'm dreaming  
That you're in love with me  
Like I'm in love with you  
But dreaming's all I do_

The lyrics were increasingly starting to make her emotional, and she was already in an emotional state from the movie. She didn't need to start thinking about that part of her life right now. _Great. That's just what I need_ she thought dryly. But the second that thought was completed, it was forgotten with the next set of lyrics.

_I want you to want me  
I need you to need me  
I'd love you to love me  
I'm begging you to beg me_

_If I was invisible  
I could just tell you where I stand  
I would be the smartest girl  
If I was invisible  
Wait...I already am _

_I am nothing without you  
Just a shadow passing through_

Hot tears started forming in her eyes when the realization hit. She had made the comparison and figured out what this song meant to her. But her thinking was quickly put on hold again so she could listen clearly.

_Please don't say  
We'll never find a way  
And tell me all my love's in vain_

She was crying freely now. If only they weren't so true. If only she could deny their meaning. If only she could continue to live in her world of fantasy, where the feelings she harbors are returned. If only. . .

_Just because you do not love me  
Does not mean I can not  
Don't cast my heart away  
Because it's all that I've got  
I've got this little problem that I can not control  
You put my heart in jail and now it's on parole _

_And I can't let go  
Infatuation's got a hold on me  
A midnight flight to insecurity  
You're making me lose my grip on reality_

She just sat there, letting the sobs wrack her body. The song was a mirror, reflecting her love, her being, her everything. Because the person that held her heart was her love, her being, her everything. The person who caused her to die a little inside, every day that he didn't love her. "Clark. . ." she choked out between sobs.

Finally, the song ended. Chloe was too wrapped up in her own distress to turn the radio back off. She continued to sit, to cry, to think. She sat there for what seemed like an eternity, continuously assessing her life so far. Or more specifically, the love section of her life.

She was surprised to discover, that her love for Clark affected her in more ways than one. Her love for Clark actually reached out to touch her entire life. She thought of all the times she'd cried over Clark. All the opportunities she'd turned down because taking them meant being away from him. All the times she comforted him when he was feeling down, constantly sacrificing her needs for his.

Then she started thinking about what he's done for her. "What has he ever done for me exactly?" She said out loud. _He's saved my life, yes, but there's more than that to friendship right? I have given up so much more for him than he's reciprocated. _She let that thought sink in as her friendship with Clark came into new light. _Wait. _She though. _That's not fair to Clark. I've sacrificed all this out of my own freewill. It's not his fault. There's no one to blame for my pain other than myself._ But deep down, she couldn't help but see the truth about her friendship with Clark.

"Ugh" She said to herself. "Enough of this. Brooding is Clark's thing." She laughed at that. _Well, that was Clark for you. Always brooding about something._

She lifted herself off the floor. Wiping the remaining tears off her face, she went to the bathroom to clean herself up. She may feel like crap, but she sure as hell wasn't gunna look like it.

Stepping into the shower she felt the hot water running down her body. She refused to let herself think about Clark. That would only lead to new tears. _I'm stronger than this_ she thought. _Only, none of my strength means anything when it comes to Clark._ She knew this, and hated him for it. Well, if she was capable of hating him.

A little while later, she stepped back into her room having finished her shower. Remembering the radio was still on she quickly walked over and turned it off. _Don't want to end up listening to another one of _those_ songs._ She thought.

Turning towards her computer, she sat down, bent over, and turned it on. After all the time she spent 'waking up' tonight, she got no work done and the next edition of The Torch was due on Monday. The only thing that could ever take her mind of Clark was a new story, and now working on The Torch was just the thing she needed to at least semi-recover from tonight. _Finally, some normalcy, _she thought. Everything about tonight had been so out of the ordinary she didn't think anything would ever be the same again.

Her computer finished loading, and she clicked open Microsoft Word. She may need to work on The Torch, but her mind was aching for a release, and she thought typing out everything would help her come to grips with her current feelings. She moved the mouse over to file, and clicked open what was meant to be her diary page. Instead of multiple paragraphs having dates as titles, there was only one paragraph. Chloe recognized it immediately and inwardly cursed herself for not deleting it.

She couldn't help but read it over, remembering the day she read it to Clark. Her eyes misted over with the tears she didn't think she had left. _Why?_ She thought. _Why do you keep putting me through this?_ She didn't know exactly who she was thinking to, but if this was fate, it was seriously cruel.

Reminiscing about that day, it started replaying in her mind. "Lana. . ."

And then suddenly she jerked, eyes popping open. She quickly closed the window, and turned off her computer—just in case. The last thing she needed was more tear jerking memories to pop up. It seemed that heartbreak was the theme of her evening.

Chloe stood up and started down the stairs, only slowing briefly to grab her jacket, put on her shoes, and then she was back to walking full speed out the door. She really didn't give a shit right now if it was late. She needed somewhere to think, and she knew exactly where to go.


	3. Down Under

**-Back to Present-**

'_Relived a memory? What is she talking about? This is getting really confusing,_' thought Clark.

She chuckled. "Don't look so distressed Clark. There's a point to all this I promise." Clark looked up at her. "Am I that transparent?" He said. She looked down with nothing but love and fondness in her eyes. "Always," she replied.

With that, silence fell upon them. Strangely, it was anything but awkward. It was as if an understanding was taking place between them. With this, they both knew that what was about to happen, would change their relationship forever. You could literally see the wheels start to turn in Clarks mind. Chloe wasn't lying when she said he was _always_ transparent.

Chloe cleared her throat breaking the silence. She started pacing again as she talked, and used hand gestures to accentuate her story. Clark thought it was a ridiculously cute site, and almost cracked a smile; but then remembered the seriousness of the situation and slowly sobered.

"Clark!" Chloe yelled to get his attention. _'I know I may not be all that important to you Clark,'_ she thought, _'but with our history I thought you'd at least listen to me!'_ He looked up at her and mouthed a 'sorry'. She just rolled her eyes.

"Just pay attention Clark." She said coldly. Again, he looked confused, and a little hurt. Part of her was satisfied to know that she hurt him, but the majority of her hated to see him like that. _'Oh, pull it together Sullivan. Focus on YOU. Deal with hurt feelings later, you need to get this out before you lose your nerve.'_ With that, she continued.

"Last night, as I was saying, I came to a lot of realizations. About my life, and the mistakes I've been making. I came here today Clark because I need to make things right. It may come as a shock to you at first, but trust me when I say it's better for everyone this way."

"Chloe, what is better for everyone? What mistakes? What are you talking about?" He asked, his voice rising slightly. To him, this whole thing was just getting more confusing by the second. _'I'll take a meteor freak over this any day,'_ he said to himself.

"All in good time Clark," she blurted. _'Where did that line come from?'_ She questioned herself. _'I gotta lay off the fantasy movies,'_ she thought while making a mental note.

He cocked his head in a way that said '_Huh?_' She just shook her head ridding herself from the off-topic thoughts.

"Do you remember when you and your mom were sick, Clark?" He nodded his head yes. "Well, you don't know this, but during that time I went to see you. It really scared me to see you sick and I didn't want to lose you before I had the chance to tell you how I felt." She paused briefly making sure Clark understood everything before continuing.

"I didn't want to mess it up, so I wrote down what I wanted to say. I went to your house and you were unconscious on the couch. You looked so weak, so much unlike the man you are now." She stopped again to reach into the backpack she had with her, and took out a small piece of pink paper. After unfolding it, she held it up while she proceeded to read.

"Dear Clark,

I wanna let you in on a secret. I'm not who you think I am. In fact, my disguise is so thin, I'm surprised you haven't seen right through me.

I'm the girl of your dreams masquerading as your bestfriend. Sometimes I want to rip off this facade like I did at the Spring formal, but I can't. Because you'll get scared and you'll run away again. So I decided it's better to live with a lie than expose my true feelings.

My dad told me there are two types of girls—the ones you grow out of and the ones you grow into. I really hope I'm the latter. I may not be the one you love today, but I'll let you go for now, hoping one day you'll fly back to me, because I think you're worth the wait."

She looked up as she finished, only to see Clark stunned speechless. For a few seconds he just sat there staring at her, neither of them moving or attempting to speak. Finally Clark seemed to have found his vocal chords when he stiffly stood from the couch. "Chloe. . ." he began, "if I had known. . ."

"It wouldn't have made any difference," she cut in. "What do you think you would have done Clark? It was painfully obvious you were, and still are, in love with Lana." He looked down. Chloe had always been able to humble him, and the words she just spoke somehow made him feel ashamed of himself. He didn't know what to do, how to react, how to respond. What she said was true, and Clark, in actuality, wished he did love her. But he knew he could never love her the way she loved him.

The saying '_friends till the end_' flashed in his mind. It was about to be confirmed, as he and Chloe really would be friends till the end; because the end was now.

Chloe looked at Clark. He looked like he was deep in thought. '_Probably just feeling guilty,_' she concluded. Things were _not _going as planned, but she could improvise. She was tired of telling herself over and over how much she needed to do this, and just wanted to get it over with. She thought that Clark probably felt the same way.

"Either way, this has nothing to do with where _your _feelings lie. I'm sorry that you feel this is all somehow your fault, I --"

"My fault?! How can it not be my fault Chloe?" He yelled at her. At first she was taken back, clearly not expecting an outburst from Clark Kent innocent farm boy. But that moment of surprise was quickly replaced by a look of annoyance and understanding. She should have known Clark would react this way. But before she could come back with a reply, he continued.

In a much softer voice, a barely audible whisper, he said "I am always hurting the ones I love." After saying that he looked defeated, and Chloe felt like she was being torn apart with guilt. She reached out to touch him, but stopped herself. _'Oh my gosh!'_ she thought and couldn't suppress the laughter building in her throat.

**-Clark POV-**

"I am always hurting the ones I love." I said to Chloe after she tried to tell me this wasn't my fault. I almost exploded at her. How could this be anything but my fault? After what she told me today, after hearing how I broke her heart, how could I feel any other way?

With the thoughts of hurting Chloe, my mind drifted off to the other people in my life. My parents, Lana, Pete, and Lex even. Keeping my secret has put such a strain on my parents and constantly puts them in harms way. I am so grateful to have them in my life; I don't know what I'd be without them. Lana, the women I love, is constantly lied to. If I told her the truth it could put her in danger, or she could reject me; I can't risk either. Pete, well, Pete moved to Wichita with his Mom. I can't help but think it was to get away from me and my secret. Lex is slowly but surely turning into his father, and with the weird occurrences that involve me, he is constantly trying to figure me out. Of course, I am forced to lie to him as well.

Every night as I try to fight off my insomnia, I can't help but think that next time I won't be so lucky. That one time I might not be able to save them, or they might not be able to save me and that my life will come crashing down while I'm powerless to stop it. It's a nightmare that has come so close to happening too many times to simply ignore.

Out of the corner of my eye, I saw Chloe. She looked panic stricken and about to burst into tears. I saw her move her hand ever-so-slightly, in a way that I thought meant she was going to touch me. Most likely in a way that was meant to comfort. I waited to feel her fingers upon my skin, but they never came. I turned my head to get a better look and saw she her face change. Instead of tears, there was laughter – literally. I just continued to look at her. How can she be laughing at a time like this?

**-Back to Normal View-**

Chloe just laughed while Clark looked at her shocked and maybe even a little outraged. Chloe didn't care though. She couldn't ignore the humor in their situation. Clark, once again, had turned everything around so that she was feeling sorry for _him_. She didn't know if he did it intentionally or unintentionally, but the fact that it happened gave her ammunition enough to finish their 'friendly conversation' with some composure.

With the laughter subsiding Chloe said, "Clark, did you know, that you are extremely self involved?" Of course she said this with a big smile, the remains of her little laughing fit. Only Chloe would say something so in-your-face, and truth be told, she enjoyed doing so. She always found it aggravating the way Clark never spoke his mind, and so she was determined to do just the opposite. It was mostly because she just couldn't help herself, but also because it made Clark uncomfortable. In fact, not so long ago making Clark Kent blush was one of her favorite past times. Times change though, but even still, making Clark distressed was frighteningly pleasurable.

Clark, for the umpteenth time during this conversation, was at a loss for words. His mind couldn't grasp what she just said. _'Did she just call me self involved?'_ he challenged. _'Couldn't be.'_ He thought, but then . . .. '_Chloe really called me self involved!'_ The words _'How dare she!'_ came to mind. '_Me? Self involved?'_ he said to himself. He decided to rebuttal.

"You're calling _me_ self involved? What about you?" He threw back at her. Stepping closer he said, "You're the one who came up here and started telling me all your sob stories. What was it, a ply for attention?" The moment the words left his mouth his eyes widened, along with Chloe's. He didn't mean what he said in any way, but in the heat of the moment he couldn't stop the words from escaping his lips.

Chloe was hurt, and it showed. She could stop the tears from flowing on the outside, but inside, she felt dead. She couldn't even comprehend how he could have said that to her. _'Is this was love is?'_ She thought.She knew Clark didn't mean what he said, but that doesn't excuse the fact that he said them. Sure, she told him he was self involved, but that does _not_ justify his reaction. With that, she broke. This was over, and her confession was going to be left unsaid.

Taking a few stumbling steps away from him, she started, "I'm sorry I brought this to you Clark. For some reason, I thought you might actually understand," she let out a sad, bitter laugh. "I came here to tell you my biggest secret, but I think I made a mistake. I'm sorry," she said again, "but I can't do this. Goodbye Clark." She turned away from him and almost at a sprint, ran down the stairs of his loft and towards her awaiting red beetle.

A strange sensation went through Clark and made him feel eerily about Chloe's departure. He almost felt as if he was loosing his best friend. _'But that's ridiculous right?'_ He tried to tell himself. _'Sure we've had our fights, but we've always stayed friends. . .' _

Wanting some answers, he sped off to the Sullivan home.


	4. A World Of Their Own

Chloe couldn't remember the last time she had felt this hopeless, this devastated. Well, actually, no. Her Mom leaving was worse.

Driving down the road to her house, her mind wondered back to the second part of her sleepless night . . .

**-Last Night-**

She needed somewhere to think, and she knew exactly where to go. Walking the steps of her house and down the driveway towards her car, she got in and backed out onto the road. It was late and her car was the only one in sight. This allowed her to travel over the speed limit, wanting to reach her destination. A few minutes later, she closed the door of her car and for a second or two just watched the peaceful scene.

Crater Lake looked so wonderfully elegant and mysterious at night, bathed in moonlight. _Its funny how simple lighting can change the whole way you perceive something_ she thought. Walking along the beach, her attention flew to old memories. Crater Lake had never been the hottest attraction in Smallville, which led it to become their own little haven. By _their_ she meant her, Clark, and Pete. A tear fell down her cheek, but it was neither sad nor happy. The only word she could think of was 'Bittersweet'.

She desperately missed Pete, and just the past altogether. The simple way they'd hang out, joke, and have fun together. After Pete left, their friendship wasn't the same. It became more distant, colder, less like a friendship and more like a nagging problem. She briefly wondered if their closeness had been squandered even before Pete left. She remembered the last time they had all been together, just the three of them like old times. It had been Pete's going away party, well, if you could call three people a party. They had all come down to Crater Lake and just for one day, everything was perfect.

_**(Flashback)**_

"_C'mon Pete! Time for presents!" Chloe squealed. She had been waiting for this all day._

"_Alright, alright. If you insist," he joked and smiled. He had been really curious as to what Chloe had gotten him. She seemed so excited. I mean, you'd think he would be the one excited, it being him receiving the gifts and all._

"_Yes! Okay, mine first!"_

_He turned and winked, "But of course." She giggled in response. Clark just laughed, amused by her behavior and Pete's teasing. Secretly, he was a little worried that his gift wouldn't hold it's own against Chloe's. He wondered if giving Pete a flannel shirt was the best idea._

_Chloe handed Pete her perfectly wrapped gift, and clasped her hands together, intently watching his face. "Chloe, do you think you could stop watching me like a hawk? I like the attention, I really do, it's just a little distracting." _

_She laughed embarrassedly and said, "Sorry Pete."_

_He gingerly unwrapped the present and looked inside. His face literally lit up like a Los Vegas strip. He ran to Chloe and hugged her. "Chloe! This is amazing! How in the world did you get this?!" _

_Chloe smiled delightedly and said, "You underestimate me Pete." She finished with a wink. "Although," she continued, "I really just did it to show up Clark here." She smiled and lightly bumped shoulders with Clark. He bumped shoulders back, but unfortunately, a little too hard. Chloe flew straight to the ground._

_"Claaarkk!!"_

_He blushed profusely and bent down to help her up. "Sorry Chlo," he mumbled and Pete laughed. Chloe shot him a glare. "Don't you dare laugh about this Pete Ross. Don't make me take back my present!" He looked terrified and hugged it to his chest. "Yeah," said Chloe, "That's what I thought." She laughed at him this time to indicate she was only kidding. Pete let out a sigh of relief. _

_Clark held out a package that looked less like a gift and more like a bundle of . . . something. "What'd you do to the thing Clark?" Chloe asked staring at the thing he was holding. He blushed again and said, "Well, I kind of had some trouble wrapping it." Chloe just stared at it and said, "I'd say." He blushed again._

"_It's what's inside the package that counts." Pete said. Chloe laughed at him and replied, "You're spending waay too much time with your Mother, Pete." Clark laughed and this time it was Pete who looked embarrassed. _

_Pete snatched the package and ripped though the layers of badly tapped wrapping. Inside was a checkered flannel shirt. Pete walked up to Clark and they hugged. Maybe anyone else would have been repulsed by the gift, but Pete knew this was Clark's way of telling him to remember him._

"_I'll always remember you guys," he said seriously. Chloe's eyes watered while she hugged Pete again and told him, "And we'll always remember you, Pete." They all smiled sadly at each other while embracing for the third time._

_**(End Flashback)**_

At least she would always have a memory of good times, since she wasn't sure when she would have any again. The talk with Clark spun out of control, and didn't end on the content note she wanted it too; although it wasn't totally unexpected. Things that involved Clark tended to get complicated, at least for her.

'_Home sweet home,'_ she thought as she pulled her car into the driveway. Walking up the steps, she stopped at the door to find her keys. Just as she was about to step inside, she felt an unnatural wind blow on the back of her neck. She shivered and turned around.

"Clark!" she yelped, startled. "Could you try NOT giving me a heart attack!?"

"Sorry Chloe." He said with a lack of sincerity. "But we need to talk."

"Tried that, remember?" She said harshly.

Her eyes fogged up at the recent memory and she turned back towards the door. With her back turned, she couldn't see that his expression matched hers.

Pretending to still be looking for her keys, she asked hoping to chance the topic, "How did you get here anyway?"

"Chloe I'm sorry for what I said to you. You have to know I didn't mean any of it. I was just a little confused. Please, I don't want to lose you." Of course he didn't answer her question.

_This is the part where you say, "Chloe, I love you" with heartfelt emotion_, she thought, but outwardly she only sighed. _Of course I can't stay mad at him._

"You don't always get what you want. Trust me, I know." He looked away, as if ashamed. Not facing him, she could only imagine his expression, and didn't feel any better by making him feel guitlty. After all, it wasn't actually his fault. Not really, anyway.

Finally turning around, she tilted her head up to look him in the eyes. He was a little too close for comfort, so she retreated until her back came into contact with the door.

Her could only stare at him, her whole mind suddenly blank. Looking into his eyes, she seemed to forget all about Pete, their discussion, and her big plan.

Before she could stop herself, the words, "Want to come in?" slipped out of her mouth. He didn't seem to notice her eyes widening, as his replied, "Sure."


End file.
